Wednesday - April 12, 2023

Today's newsletter will take 3.93 minutes to read.

DRS UPDATE: 54.83%* (estimated percent of GME shares direct registered)

*source: Computershared.net

On tap this morning:

• Tuesday recap

• GameStop NFT update

• Did you know?

• The BBBY 8-K and S-1 Breakdown

Good Morning! This is Mother Squeezer, the newsletter encourages you to go with the large coffee today and brings you updates and insights along with timely information about our favorite Activist Investor, Ryan Cohen, and our favorite stocks - GME and BBBY.

There's a lot to cover today. Bed Bath & Beyond dropped an 8-K and an S-1 yesterday evening.

The 8-K is 241 pages and the S-1 is 231 pages so get your coffee ready!

Tuesday Recap: BBBY traded between a low of $0.29 and a high of $0.34 before closing at $0.31. Trading volume was 187.84 million shares.

Cost to borrow: There were 4,000,000 shares available to borrow this morning and as of now, 3,800,000 remain. The cost to borrow has remained elevated at 32.7%. 

Pre market: Bed Bath and Beyond is trading up $0.01 to $0.32 an increase of 1.50% on over 3 million volume.

Max pain: The current max pain for BBBY has remained at $0.50.

Tuesday Recap: GME traded between a low of $22.42 and a high of $23.17 before closing at $22.69. Trading volume was 2.54 million shares.

Cost to borrow: There were 350,000 shares available earlier this morning. Currently there are 150,000 remaining. The cost to borrow has remained elevated at 11.4%.

Pre market: GameStop is trading up $0.04 to $22.73 an increase of 0.18% on around 7 thousand volume.

Max pain: The current max pain for GME has climbed to $22.50.

GameStopNFT tweeted:

Hug your virtual pet today!

Did you know?

Klafter Lesser LLP files class action lawsuit against Robinhood trading platform, representing investors who held call options on the platform as of the close on January 27, 2021 in to purchase $AAL, $AMC, $BB, $BBBY, $GME, & $NOK   -U.S. District Court

Lawsuit alleges Robinhood sold such options from Jan 28, 2021 through Feb 19, 2021 & prohibited exercise of the underlying stocks, while value of affected options 'dropped dramatically & remained depressed' - leading to significant losses from the alleged manipulation.

The BBBY 8-K and S-1 Breakdown

u/Banished_Privateer graciously breaks down the filings from yesterday

8-K:

• Bed Bath & Beyond Inc. entered into an amendment (Fifth Amendment) to its Credit Agreement on April 6, 2023

• The Fifth Amendment permits an amendment to the Consignment Agreement

• An Event of Default is added under the Amended Credit Agreement in case the Consignment Agreement is not extended at least fifteen days prior to the termination date

• A reserve will be implemented from the termination date of the Consignment Agreement until the Company pays the Buy-Out Price

• The details of the Fifth Amendment, including the Amended Credit Agreement, are filed as Exhibit 10.1 to the Current Report on Form 8-K

• The Company previously entered into a Common Stock Purchase Agreement with B. Riley Principal Capital II, LLC on March 30, 2023

• The Company has the right to sell up to $1 billion of newly issued shares of common stock to BRPC II, subject to certain conditions and limitations

• The details of the Purchase Agreement, including the conditions for selling shares of common stock to BRPC II, are provided in the filing

S-1:

• Bed Bath & Beyond Inc. is filing a Form S-1 Registration Statement with the Securities and Exchange Commission (SEC) on April 11, 2023.

• The Registration Statement is related to the resale of up to 111,747,196 shares of common stock by B. Riley Principal Capital II, LLC, a selling shareholder.

• The common stock consists of shares that Bed Bath & Beyond must issue or may elect to issue and sell to B. Riley Principal Capital II, LLC, pursuant to a Common Stock Purchase Agreement.

• The Common Stock Purchase Agreement was entered into on March 30, 2023, and became effective on April 10, 2023, with B. Riley Principal Capital II, LLC committing to purchase up to $1.0 billion of newly issued shares of common stock.

• The Registration Statement is subject to terms and conditions specified in the Purchase Agreement and applicable Nasdaq rules.

• BBBY has closed 88 mostly Bed Bath & Beyond stores in the U.S. in fiscal year 2022 and 179 Bed Bath & Beyond stores in the U.S., 5 buybuy BABY stores in the U.S. and 45 Harmon Stores from February 26, 2023 to April 8, 2023.

• Complete results as of and for the year ended February 25, 2023 will be included in our Annual Report on Form 10-K, which is due by April 26, 2023.

Unusual spots:

So we can expect more filings to fill in the gaps

Missing date

This agreement is between a company referred to as the "New Subsidiary" (Mr. Mysterious *cough*) and JPMorgan Chase Bank, N.A. (National Association, which is a type of national banking association chartered under the laws of the United States), acting as the administrative agent for a credit agreement among BBBY, other U.S. and Canadian borrowers (referred to as the "Borrowers"), other loan parties, lenders, and Sixth Street Specialty Lending, Inc., as the FILO Agent for the FILO Term Loan Lenders. The agreement is dated but some information, such as the date, is left blank. (A lot of dates hype porn and tit jacking)

The agreement states that the New Subsidiary will be deemed to be a "Borrower" and a "Loan Guarantor" under the Credit Agreement, and will have the same obligations as the Borrowers and Loan Guarantors listed in the Credit Agreement, as if it had signed the Credit Agreement. This includes agreeing to all the representations and warranties, covenants, and guaranty obligations set forth in the Credit Agreement. The New Subsidiary also waives the need for acceptance by the Administrative Agent, the FILO Agent, and the Lenders upon execution of this Agreement.

The agreement also mentions that the New Subsidiary may be required to execute and deliver additional documents requested by the Administrative Agent in accordance with the Credit Agreement. The address of the New Subsidiary for the purposes of the Credit Agreement is left blank. The agreement may be executed in multiple counterparts, and it is governed by and construed in accordance with the laws of the state of New York.

S-1 note

Dilution.

Overpriced executives? They don't care about their BBBY shares (due to fat paychecks)

Our boy Tritton getting the fattest bonuses with Hartmann.

Time for some cuts, I hope Sue will trim the fat compensations.

Sue is probably the only one with decent skin in the game. In Sue we trust.

TL;DR? I eat crayons version:

MOON TOMORROW. BUCKLE THE #%$* UP. Something big is brewing and we all know it or maybe it's a *YUGE* nothingburger, who knows. At this point no one really knows what the heck is going on...

See the full discussion here.

Spread the Word

We love Ryan Cohen and think he's the greatest Activist Investor of our generation. We are passionate followers of his moves and words and would love for others to know more about this great leader. We feel strongly that life is all about learning who to follow. If you have someone that needs more RC in their life, share Mother Squeezer with them!

Some of our Favorite Resources

Start Here

BBBY: ThePPShow

GME: Richard Newton

Computershared.net

For errors, omissions or if you have something to share? Let us know!

Financial Disclaimer: None of this is meant to be financial advice. We love Ryan Cohen, RC Ventures, GameStop and Bed Bath and Beyond, and like learning and sharing these insights and commentary.